


Down in the Muck Here

by kmfillz



Category: The Little Mermaid (1989)
Genre: Breathplay, Double Penetration in Two Holes, Dubious Consent, F/F, Fear Play, Smut, Tentacle Sex, Transformation, Triple Penetration
Language: English
Status: Completed
Published: 2017-04-15
Updated: 2017-04-23
Packaged: 2018-10-19 02:20:15
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 3
Words: 8,169
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/10630137
Author URL: https://archiveofourown.org/users/kmfillz/pseuds/kmfillz
Summary: Ariel and Ursula make a deal. It doesn't turn out the way either of them expected.(An exchange gift written forSmut Swap 2017.)





	1. Chapter 1

**Author's Note:**

  * For [sweetcarolanne](https://archiveofourown.org/users/sweetcarolanne/gifts).

**Summary for the Chapter:**

> A deal is negotiated, a transformation applied.

"If I become human, I'll never be with my father or sisters again."

This, it turns out, is a bit of a sticking point for the poor child. Being stranded on the surface and marrying a human, or belonging forever to Ursula: _those_ don't daunt this sweet little thing in the slightest. Giving up her voice — now, that takes a little more persuasion, but Ursula's good for it, and Ariel's hesitations are swept away by her sales pitch like so much flotsam, leaving the mermaid pliant and biddable... except when it comes to the matter of dear old daddy and his other fishtailed brats. That's where Ariel draws the line.

_Would you know, the little minnow has backbone after all._

Ursula grinds her teeth and smiles, sickly-sweet. "I don't make the rules, sweetcakes."

Oh, she makes the rules, alright. The law of the sea is inviolable, and Ursula has always had a gift for twisting it to her design. Triton may have cheated her out of the crown that is rightfully hers, but here, in this gloomy cave where she's been exiled, she — and she alone — calls the shots. Triton's daughter isn't going to get anything out of this deal that doesn't benefit Ursula first and foremost.

The princess has stuck her chin out stubbornly and is trying to keep her jaw from quivering. She's fallen hard for this human prince of hers, and so quickly too. Ursula can't fathom why. Like any human, especially the menfolk, he's all bone and no give. You might as well hanker after a pile of driftwood.

Ursula isn't one to look a gift seahorse in the snout, however. The girl is desperately, recklessly in love. An opening this good hasn't come along in years. She has no intention of letting this one wriggle out of her clutches over a little matter like loyalty ( _pfah_ ) to family ( _pfah_ ).

She drapes a tentacle over the girl's shoulder in a conspiratorial manner. Ariel makes as if to shrug it off, so Ursula grips onto the smooth flesh with her suckers. She draws the girl in close and murmurs into that delicate conch of an ear, "There, there. Don't give up. Trust your friend Ursula to get you everything your heart desires.

"Though I warn you..." She drops her voice low. "It will cost extra."

"But... my voice?"

Ursula chuckles. "Your voice is the price for becoming human. Now, becoming a human who can breathe under water... _that's_ a minor miracle."

This time she's telling the complete truth. If she didn't want Triton's throne so badly she wouldn't even be considering making an offer like this. It's a trivial affair to sustain an air-breathing creature underwater temporarily; all you need to do is conjure a new bubble of fresh air every time the creature starts starts to suffocate. Ursula could do it with her eyes closed. Ensorcelling human lungs to breathe water and air with equal ease is another matter entirely. It would be a masterwork to crown all masterworks.

Ursula can do it, of course. That has never been in question. The question is whether it will be worth her while.

The original deal Ursula proposed was a killer one:

If Ariel failed to woo her human honey (which of course she will; a mute beggarwoman, however pretty, won't turn a prince's head), she would be Ursula's by law. And Ariel's daddy wouldn't stand for that. He knows what Ursula does with her collection. She's taken pains to demonstrate it to him at every available opportunity... all scrupulously legal, of course. With his youngest daughter in her power, the sea king would grovel before her like a worm. He'd agree to any terms she set to free his precious little girl. Ursula's exile would be over. The kingdom would be hers. She'd live in the palace, feasting on mussels and oysters, seaweed cakes and prawns, while her adoring subjects serenaded her and cosseted her. She might keep Triton in a box.

If, on the other hand, Ariel somehow smooched her prince before the stipulated sunset, Triton would lose his daughter forever. To the surface, no less. Most deliciously of all, he'd have driven her to it himself. Imagining the sea king's despair at that realization warms the cockles of Ursula's heart. He might even be desperate enough to come to Ursula for help. No guarantee, but the possibility would be there...

None of this would be improved by the girl strolling down the sea floor to Atlantica any time she pleased. She gives the mermaid an appraising look.

The subject under appraisal is deeply agitated, darting this way and that on a tail that won't keep still.

"Besides my voice, I have— No. Or maybe— Nope. Should I— Can I—" It's an amusing sight. Ursula leans back to appreciate it.

Ariel is upside down chewing on a lock of her red hair when her face suddenly lights up.

"I could work for you!" Ursula raises an eyebrow, but the girl barrels on. "I'm good at organization. And I know stuff. About the surface, I mean. And I'm going to learn so much more!" She twirls in excitement at the last sentence, and Ursula feels a grin spreading across her face. _Oh, yes._ The girl's enthusiasm is contagious. More importantly, her idea has potential.

Because Triton's anguish over finding his daughter had fled to the surface has nothing on the anguish of watching up close as Ursula corrupts Ariel, little by little, into everything he hates and fears.

"That remains to be seen," she says ominously, cutting through the mermaid's glee like a fish hook through the jaw. Ariel's gyrations stop. She looks up with wide, pleading eyes.

Ursula reels her in.

"Now, girlie, the potion will only make you human for three days. Win your prince's affections, and you'll be human forever. But if you want to be more than merely _human_ —" she spits out the word with disgust "—then come to me at midnight on the third night, and see if you can impress _me_."

Ariel is taken aback. "Impress you? I don't understand."

"Convince me that you have brains in that pretty little head of yours, and I'll make you my apprentice. As my apprentice, you will come and go on land and water as you please."

"Your apprentice? You mean... to become a s—" She stops herself mid-word, wincing at her own tactlessness.

"A sea witch? Oh yes, I know what they call me." Ursula heaves a tragic sigh. "But you wouldn't let a little thing like _someone disapproving_ deter you from your studies, would you?"

She looks sidelong at Ariel. Ariel's gaze is distant and her jaw is clenched.

_That's right. Wonder what else dear daddy might have been wrong about._

When Ursula holds out the contract, Ariel signs without hesitation.

* * *

The witch begins a strange incantation, and bright flares of magic illuminate the cavern.

Ariel watches closely. It's fascinating, if a little creepy. Ursula uses her tentacles as well as her hands to pull weird ingredients out of nooks in the wall Ariel hadn't even noticed before and mix them together in a sluggish pool and the center that seems to tug at Ariel's eyes when she looks at it for too long.

She's still struggling to follow the witch's actions when a prickly numbness begins to crawl up her tail, from the tips of her caudal fin on up to the top of her head. Shimmering dots occlude her vision. Everything is too bright — so bright it hurts. _Everything_ hurts. The pain is so intense it feels like it's splitting her open. Her insides are turning outside; her bones are cracking apart; her skin feels like it's dissolving in acid. She tries to swim away, but she's pinned by a thousand knives. She screams and screams, a continuous high pitched noise. Someone must be able to hear her. Someone must be able to stop this. She'd give anything to stop the pain.

The noise stops. The pain does not. Her throat is still trying to scream, but no sound comes from it. The small part of her mind that can still process anything but pain recognizes what has happened. _Ursula has my voice,_ she thinks, and she focuses on that thought until it fills her head, blocking out the pain, the only thing in her entire world.

She's concentrating so hard that she doesn't realize at first that the the pain has stopped. Then she does, and relief washes over her like a warm current. She lets out a sigh, and chokes.

She can't breathe. She tries inhaling water, but it's too thick. Her lungs heave, trying to eject this foreign fluid from her body. She coughs and gurgles and panics. She's going to die here, drowned like a sailor, in the ocean that has been her home for sixteen years.

A breeze cools her face. When she breathes in again in a desperate spasm, she inhales sweet air, and her lungs provide oxygen at last. After a while, the wheezing abates. She opens her eyes to find herself looking out of a dry bubble of air, just big enough to enclose her face from chin to forehead.

Ariel floats there in a helpless daze. _It's over, right?_ she wants to ask, but when she opens her mouth nothing comes out but more air. She kicks her tail to steady herself, and it moves in two directions at once. Water flows over and around and somehow between. It feels strange.

On the other side of the bubble, the sea witch is smiling. "Like your new legs?"

 _Legs!_ These are legs! She looks down. Where her torso formerly segued into her tail it now extends and divides into two perfectly formed human legs. She's surprised to see them covered in pink skin, like a pair of misplaced arms. She knew theoretically that humans didn't have scales, but the ones she's seen have always been covered in enough cloth that she couldn't exactly check. That must be why the water feels so strange on her new limbs. There's a patch of hair, too, above where her legs join. It's a funny place for hair. She reaches down to feel it, and then remembers her manners. Ursula asked her a question.

She can't answer with words, so she grins her widest grin and nods vigorously. She does like her new legs. She likes them a lot! She wiggles her foot-fingers, and they all move separately, water flowing between the tips.

"Come over here and let me look at them."

Ariel complies, or tries to. She flails awkwardly through the water toward the witch, as unskilled with her legs as a toddler is with its tail. Ursula takes pity on her and covers half the distance. Ariel didn't appreciate Ursula's sinuous grace before, but her stiff new limbs have given her a fresh perspective. Ursula moves majestically through the water, sashaying in a way that Ariel finds oddly sensual.

When they have closed distance between them, Ursula begins her examination.

Muscle memory from a tail no longer present has led Ariel to hold her legs together, moving them in unison. Ursula corrects this with a derisive snort. Ariel feels sheepish, and when the witch wraps a tentacle around the joint above each foot and forces her legs apart, she tries to cooperate, spreading them as far as they can go (which is farther than she expected).

Ursula runs a probing tentacle up along the inside of her leg. Ariel catalogues the anatomy as she goes. Foot: short little fingers on one end, hard bone at the other end, ticklish in between. Small knobbly joint connecting the foot to the leg: she'll have to find out if there's a word for this. Lower leg: one long inflexible bone in the front, soft flesh in the back. Larger leg joint: also ticklish. Inner upper leg... Ariel squirms, but Ursula holds her steady.

Ariel looks up at Ursula's face. Her lips are pursed thoughtfully. She runs the tip of tentacle through the crevice at the junction of Ariel's legs, and up over the thin bed of red hair around and above it. Ursula's expression twists into a smirk.

"If I remember human anatomy correctly..."

Ariel bucks against her tentacle, closing her eyes and biting her lip.

Ursula chuckles, entertained by how malleable the girl is. She runs her tentacle again over the same path. Several orifices and... jackpot. She grips onto the desired spot with her sucker and the squirming increases.

Ariel has never felt anything like it in her life. The sensation of the sucker pulling at her nub is so intense that she almost doesn't notice when Ursula draws her closer and two more tentacles begin to probe her nether orifices. The tips push at the openings, forcing their way inward. They're an inch deep when the sucker releases her swolen genitalia and that tentacle reverses to rub its hard top ridge over and around that ever-more-sensitive flesh. She feels something between her legs shift, and the tentacle invading her from the front slips in deeper, expanding in all directions to press against her from within. The ridges glide over her inner wall, sparking an urge in Ariel to try to wriggle closer to the outer tentacle, which has recoiled to tickle at the loose flesh lining her cleft. It's tantalizing. Every nerve in her body wants that suction back on her nub desperately.

The teasing tentacle pulls away from her body entirely, and Ariel cries out silently, eyes snapping open. She reaches down to emulate it with her fingers, but her hand is slapped away. From somewhere behind her the last tentacle twines around her wrist, then captures the other wrist as well, yanking them together behind her. Her spine arches backward, thrusting her torso closer to her captor, well within arm's reach.

The sea witch looks... happy? Hungry? The witch's tongue emerges to lick her lips. Something about her avid expression unsettles and excites Ariel. Ursula's cheek twitches, and the tentacles penetrating Ariel pulsate, sending a new wave of need through Ariel. They've filled her so full that she feels stretched, and when they throb there is only a thin wall between them. She can feel them both from either side.

It's not enough.

The teasing tentacle from before is back, rippling lightly up from her cleft over her belly and her ribs, between her breasts, toward her throat. The passing suckers tug at the strap of her clamshells, and the shells' smooth mother-of-pearl interiors jostle against her achingly stiff nipples. The tentacle slithers on, heedless. At the base of her neck it pauses and sucks at the hollow of her throat.

Then it slips around her neck and coils tight.

She panics. It's hard to breathe around the constriction. She tries to struggle, but her wrists are pinned behind her, her legs held spread wide by Ursula's powerful appendages. Even her torso is immoveable, impaled from the front and the rear. She's getting light-headed. Her thoughts contract to one silent plea: _Ursula. Ursula!_

* * *

The fear in the mermaid's eyes arouses Ursula almost as much as the feeling of Ariel's body writhing in her grasp and clenching hot and tense around her tentacles. She reaches out a hand to brush a billow of red hair away from those wild eyes. She cups her palm against the side of the girl's face and directs Ariel's gaze to meet hers. Her thumb brushes over Ariel's soft lips, and she feels the girl shiver under her. So sensitive!

She loosens her grip around the girl's throat, and those tender lips part to breathe in the oxygen they had been denied. Ursula slips her thumb into Ariel's mouth to stroke the delicate pink tongue within. It may not be able to speak, she thinks to herself, but this tongue is not without its uses.

She pictures Ariel applying it to win her princie boy's love, and a sudden whirlpool of disgust swirls in her gut. A precious morsel like this, wasted on a human man? _Bah._ She extracts her thumb, trailing saliva, and reaches around to fist the girl's hair.

She leans forward until their faces are almost touching.

"What do you say, sweetie — should I stop?" She punctuates the last word by flaring the tips of the tentacles nestled inside her.

She can see the lively mind behind those blue eyes struggle to collect itself. Ariel's lips move soundlessly. Ursula sneers. The pretty clownfish has forgotten she traded away her voice.

Ursula will not reward absentmindedness in a prospective apprentice. She begins to pull her (slightly sore and slimy) tentacle out from the princess's quivering cunt. Ariel's throat moves under Ursula's grip in what might be a sob.

"Well?" She layers the word with a thick film of bored indifference. Can't have anyone think the mighty Ursula hangs on the response of a silly girlchild half her age.

The sudden absence in the girl's cunt apparently snaps some sense into Ariel, who shakes her head frantically.

 _Please_ , she's mouthing.

Ursula rewards her by plunging the tentacle back into Ariel's cunt. The tips of her tentacles curl and writhe within Ariel, flaring and contracting of their own volition.

Ursula reaches down with the hand not still tangled in Ariel's hair and palms her red-dusted mound. It's a more intimate gesture than she intended, but the flash of helpless ecstasy in Ariel's eyes when Ursula's fingers find her clit dispels all misgivings. She toys with the clit, provoking a shudder from Ariel. Ursula shivers with arousal herself, and hastily unwinds her tentacle from Ariel's throat, afraid of strangling her by accidental reflex. She's aware she's gripping Ariel's wrists and ankles a little too tightly, but she can't bring herself to stop.

(If rings of red sucker marks on Ariel's limbs frighten off her prince, all the better.)

She tugs Ariel's legs even further apart. Human legs aren't as flexible as proper tentacles, but Ursula wants to open this princess as wide as she will go. With Ariel's hips strained to the limit, Ursula sinks her tentacles deeper into Ariel's holes, stuffing as much of their bulk inside as she can until she feels no more give in either orifice. Her fingers are sliding over a vulva that is slick with something more slippery than water. She fancies she can taste Ariel on the current.

She wants more of her.

Ariel's eyelashes flutter, and her vagina throbs and convulses around Ursula.

The hand around Ariel's head pulls her very nearly into an embrace before Ursula realizes what she is doing. She stops, angry with herself. This woman is prey, not lover. She yanks Ariel's head backwards again by her hair, more roughly than necessary, and instead of kissing, sinks her teeth into that smooth, unmarked neck.

Better.

Ariel rides the orgasm for wave after wave. She looks tortured and beautiful. Finally her breasts rise and fall in a silent sigh, and she goes limp in Ursula's arms. Ursula regretfully slides her cramping tentacles out of Ariel's orifices, trailing them over Ariel's pert buttocks and newmade thighs.

Triton's daughter floats languidly in the water, blissfully debauched.

Ursula can't remember what she was doing before this... this _exercise_ began. Images of Ariel trembling and thrilling under her touch occlude her thoughts. She taps her hip, frustrated.

Oh, yes. She was _examining_ the girl.

"No complaints about your new body, hmm?"

Her words startle Ariel out of a reverie. Ariel attempts to compose herself, but is hampered by the unfamiliar aquatic inefficiency of her new appendages. Her lips form the word _No._ When no sound emerges, Ariel winces in embarrassment, and smacks her palm against her forehead exaggeratedly in an gesture of silent apology for her forgetfulness.

The girl is obviously hopelessly scatterbrained, but she's adapting to new conditions better than was expected. If all of Ursula's other plans fall through — not that they will — this girl would make an interesting apprentice.

"Well, then. Go woo that prince of yours. You have three days, from dawn until dusk."


	2. Chapter 2

_From dawn until dusk._

The words echo through Ariel's sleep-logged brain as she opens her eyes to morning sun shining clear and bright through the palace windows. Of all the wonders she's seen in two days living on the surface, it's still the sunlight that she likes best. The light cheers her, even as her stomach clenches with nervousness. This could mark the beginning of her last day on the surface.

She's not ready to give it all up. The surface is different than she imagined, but that just makes it better. Yesterday she drove a carriage with actual wheels pulled by land beasts as big as sand sharks, each with four long legs that pounded the earth beneath them as they ran. She danced with the other humans in a place called a town square, and it was real dancing, on legs, not aquatic loop-de-loops or Sebastian's silly choreography. She tripped over her own feet must have been a dozen times. There were dark bruises on her knees when she pulled up her clothing to check. That embarrassed Eric. Ariel belatedly remembered that human legs are sort of like breasts: women aren't supposed to show them to just anyone. Oops!

That wasn't her only mistake that afternoon, either. Eric fussed worst than a certain crab she knows when she climbed into an enclosure full of big white birds to get a closer look at their eggs. The eggs were opaque white ovals, each one as big as her fist, and the birds were brooding over them like a flock of feathery octopuses. She's going to have to find a way to ask Scuttle if he hatched from an egg like that. Before she could get close, Eric swooped in and dragged her away, scolding her fiercely for being "crazy" and "reckless," and not explaining what she did wrong. It felt depressingly like home all of a sudden.

She remained unhappy with Eric until he took her out on the water, just the two of them in a rowboat, as the sun set over the lagoon on the second day. It was the most romantic thing she'd ever experienced. Eric was focused entirely on her, smiling only for Ariel. Ariel flirted as well as she could without her voice. Her sisters would probably have told her she was doing it wrong, and she was fidgetting nervously, but what the sea witch told her turned out to be true: Eric didn't mind how quiet she was. He filled the silence, first with compliments that made her grin and blush, then with guessing games she could participate in by nodding, shaking her head, or pointing. They were having enough fun that she almost managed to relax, until he guessed her name.

"Your name is Ariel?"

On his lips, the first syllable sounded like "air", and her heart swelled with joy. She nodded as vigorously as she could, and he said her name again, like a sigh. This had to be true love. The man of her dreams was looking at her like she was the most beautiful sight he'd ever seen. Her stomach fluttered as he leaned toward her. This was it. This was the kiss!

But when his fingers threaded through her hair and pulled her forward for a kiss, she had to quash an inexplicable twinge of disappointment. Something wasn't quite right. She couldn't put her finger on the problem exactly. She knew that when she had imagined the kiss, she had imagined everything being a little bigger — the hand in her hair, the lips parting to meet hers. Not that Eric was small. Far from it. But something was off.

The distance between them turned out to be too far. The rowboat that had seemed so steady on the calm waters of the lagoon just a moment before now rocked wildly, and the boat flipped over, sending them and the romantic atmosphere floundering. By the time they had righted the boat, recovered a wayward oar, and clambered back in, sopping wet, it was clear that there would be no kissing tonight. As Eric rowed them home, Ariel had found herself wondering if a "kiss of true love" required both parties to truly be in love.

Now the tick-tock of the palace clock — something that had fascinated her the first day, and still does — makes her all too aware of the time pressure she's under. Whether she has to love Eric or Eric has to love her, he needs to kiss her by sundown today. They were so close yesterday!

She smooths her hair with a comb (which is almost entirely unlike a dinglehopper, _Scupper_ ), pulls on her clothing ("skirt" and "bodice" — she's learning!) and is at the door when she hears the voice. Her first thought is that it's one of her sisters, come to take her home, but it isn't. It doesn't even sound that much like any of them. It's a very distinctive voice, belonging to only one person in the entire world.

That person used to be her.

She pulls the bedchamber door open, for once not even thinking about the neat moving metal thingies that support it. Ariel slips out into the upper hall, and toward the stairs, trying not to be seen. Her heart pounds in her chest. She doesn't understand what she's hearing. That has to be Ursula speaking with her voice, but what would the sea witch be doing here?

She catches sight of the trio standing at the foot of the stairs. It's Grimsby, Eric, and a human woman Ariel has never seen before. Ariel crouches in shadow, listening.

"...and Lady Vanessa is lovely," Grimsby is saying. "Congratulations, my dear."

"We wish to be married as soon as possible."

That's Eric, but what is he talking about? Marry who? He can't marry anyone; he has to kiss Ariel!

"Today," Ariel hears her own voice respond, and all of a sudden Ariel understands: Ursula has betrayed her.

Everyone warned her about the witch, and she'd thought she knew better than them. Until this moment, Ursula was the only person in the world to help Ariel follow her dreams. Ariel isn't stupid enough to believe Ursula's claim that she was doing it out of the goodness of her heart, but Ursula's deals were fair. Voice for legs, apprentice for master. And she's given Ariel more than that. Every night since their meeting, Ariel has dreamt of being held in Ursula's grip, being given pleasures she never imagined as a mermaid. Ursula called it an "examination". Ariel knows it was a gift, for her, maybe for both of them. Ursula's words are as slippery as she is, but up to now, everything she's done has made Ariel happy.

Ariel's eyes sting with tears, and she can taste betrayal bitter in her throat. She's come too far. She couldn't bear being sent back to the sea now.

Ariel stands and descends the stairs, step by shaky step, her eyes fixed on "Lady Vanessa". 

Vanessa smiles at her coldly. "And who is this, Eric darling?"

Rage boils inside her to hear this woman deny knowing Ariel in Ariel's own voice. She hears Eric make introductions, but she pays no attention to him. She's here for Vanessa. Vanessa is Ursula, and she can prove it.

Vanessa dips in polite greeting, a move Ariel hasn't mastered yet, despite Carlotta's encouragement. What Ariel has mastered is how to greet sea royalty, which she does now. It comes as naturally as swimming for her to take Vanessa's hand and raise it to her lips. Ariel watches Vanessa's face carefully for a hint of recognition, and when her lips ghost over the back of Vanessa's knuckles she sees it: a brief gleam of satisfaction at being given the greeting that (as her tutors taught her and her sisters) is correctly offered only to the sea monarch or members of his or her immediate family by merfolk of equally royal blood.

The look quickly disappears under Vanessa's mask of polite indifference. The disguised sea witch attempts to pull her hand back, but Ariel pinches her fingers tighter around Vanessa's and doesn't let go. That reaction to that kiss might be the only honesty she's ever gotten from the witch. She wants more of it. She turns Vanessa's hand over and kisses her palm. This isn't any greeting she's ever been taught, but it doesn't matter. She brushes her lips tenderly over the sensitive skin of Vanessa's palm and looks up into her eyes.

Again, Vanessa's mask drops. Ariel doesn't know how to interpret that brief, intense expression, but it makes something inside Ariel's stomach shiver. Vanessa turns to Prince Eric.

"I believe Lady Ariel and I have met somewhere before. Give us a moment, sweetheart."

She leads Ariel by the hand Ariel is still clutching tightly into a large room with a polished floor and no furnishings. When the door has swung closed, Ariel finally lets go. She crosses her arms and glares at Vanessa.

Vanessa looks completely human. She's the same height as Ariel, with dark brown hair, pale skin, and purple eyes. She's dressed human style too, in a long dress similar to Ariel's, except that it doesn't cover her arms. The dress dips low at the neck to reveal the curves of her breasts cradling a large spiral shell necklace, the only thing about her to hint at her origin. It should be hard to believe that this is the sea witch, but when Vanessa crosses her arms with smirk and a toss of her head, every movement screams "Ursula".

Vanessa's finger traces the spirals of her pendant.

"You like my jewelry, mmm?" It's Ariel's voice, but the inflection is undisguised sea witch.

Ariel is embarrassed to be caught staring, but angrier at being taunted. She recognizes that shell. Ursula was holding it when she gave Ariel legs.

Ariel gestures to the shell, then at herself furiously.

Vanessa sneers. " _Your_ voice? Twinkletoes, you traded your voice away. You don't have a voice anymore. This voice is _mine._ "

Ariel pats her chest and mimes talking, points to Vanessa and mimes talking, then chops the space between them with her hand.

"On the contrary, they're both mine now." Ariel never realized her voice could sound quite so smug. "If you wanted a voice of your own, you shouldn't have made the deal."

Ariel throws up her hands in frustration. If she had a voice, she would tell Vanessa exactly what she thinks of that deal — the deal Vanessa is here to sabotage!

Vanessa is out of patience as well.

"If we're done here, I have a wedding to attend."

They _aren't_ done! Vanessa heads for the door, shouldering Ariel out of the way, and something inside Ariel snaps. With no other options, she tackles Vanessa to the floor.

* * *

The girl caught her by surprise. That's Ursula's only explanation for how she could be taken down by the dainty (well, at the moment, equally dainty) redhead. Ariel settles astride her, showing no intention of letting Ursula up. She points out toward where Eric is waiting, makes a heart symbol, and then points toward herself. Her meaning is clear: _Eric loves me._ Ha!

"If that were true, why would he be engaged to another woman?"

Ariel looks uncertain for a moment, then scowls and points again at the shell containing her voice. Ursula chuckles darkly. So the girl finally has the prince's number. Her darling princie-poo would pass on a morsel like Ariel for the sake of a voice he'd heard once in the night. Which begs the question...

"Do you really want a man who loves you for your voice and not yourself?"

If Ursula were the sort of person who felt guilt, she might have felt a pang of guilt now at the way Ariel droops, utterly downcast. The girl shakes her pretty head, finally admitting the truth to herself: the boy isn't worth her time, never has been.

That's done, then. Ursula sits up and reaches for Ariel to push her off, but Ariel grabs her wrists and pins them to the ground. Ursula looks up into blue eyes glistening with tears, glaring fiercely from mere inches away. It irritates Ursula that a man so worthless inspires such loyalty and passion. Still, she has to admit passion looks good on Ariel. She holds her tongue, and is distracted by thoughts of Ariel's. Those soft red lips are inches away from her own. She could capture them with hers if she leaned her head up just a smidgen...

Ariel sits back abruptly. She isn't releasing Ursula. Making sure Ursula is watching, she gestures to herself, makes a heart, and then mimes two legs walking.

Now Ursula's intrigued. She'd been so sure Ariel was in love with the prince. Did she misjudge the girl's motivations from the beginning?

Ariel isn't done gesturing. She points emphatically to Vanessa, then to herself. She waves her hand around her head in a circle, points toward Eric, makes an X with her arms, and...

"I haven't a clue what you're trying to say, girlie."

Ariel bites her lip, then points to the necklace.

Nice try, but Ursula isn't falling for that one. She is, however, dying of curiosity. What does the girl want, really?

Ariel plants her hands on either side of Ursula's head, lowers her face closer to Ursula's, and mouths very slowly and clearly: "New deal."

Ursula laughs, showing teeth.

"Now, why would I want a new deal when this one is working out exactly as planned?"

Ariel sticks out her chin stubbornly and glares. They're at an impasse.

Ursula is a woman of great patience, if she does say so herself, but her patience isn't _infinite._ It's time to speed this little tête-à-tête along. She whispers the words to partially dissolve her hold on this form.

The look on Ariel's face as a tentacle unexpectedly twines around her ankle from underneath is so good it should be framed. Surprise doesn't paralyze Ariel for long, however. Before Ursula can drag Ariel off her, Ariel lunges for Ursula's wrists. Ursula tries to wrench them away, but the weak form her upper half is in doesn't give her the strength to break free of the former mermaid's determined grip. She tries tossing Ariel off with her tentacles, but only succeeds in propelling both of them across the floor. They're grappling madly, her upper body held fast by Ariel, Ariel's lower half tangling with Ursula's tentacles, when a scream sounds from the direction of the door.

Two heads whip around to see Grimsby standing just inside the door. The man looks utterly terrified.

"Monster!" he howls. And then, realizing Ariel's predicament: "Unhand her, vile creature!"

Well. This just won't do. If Ursula could get her hands free, she could bewitch the man to forget what he's seen, but Ariel still has her in a clam-tight grip. She tries to yank the girl off her by the legs, and they roll over again in the scuffle.

The blade misses Ursula by inches, the tip nicking the wood where her throat had been a second before.

Ariel's eyes go wide — silly chit, must think the man was striking at her — and she throws their tangled bodies sideways, away from the nasty human weapon. They roll to a halt with Ariel on top. Ursula tries to slither out from underneath her, all hopes of salvaging this situation wiped away in a mad frenzy to survive, but Ariel shakes her head frantically.

Eric's voice comes from the doorway. "She's got the monster, Grimsby. Kill it now!"

Ursula has an instant to feel outraged that _this_ is how she'll finally be taken down — not even by Triton, but by a pair of witless humans. Then Ariel hurls herself at Grimsby. There is a clatter and a yelp, and Ursula sits up to find Ariel standing over her with Grimsby's sword in hand, looking grim and tousled and fierce and utterly scrumptious.

 _That's more like it,_ the part of her that was outraged thinks vaguely.

"What the devil—" Grimsby shouts, pulling himself back to his feet.

Prince Eric runs to Ariel and takes her in his arms. "I thought I would lose you!" he exclaims, and pulls her into a tender kiss.

 _Mwah mwah mwah,_ mashing their faces together in a revolting imitation of romance, as if last night he hadn't gotten engaged to another woman behind Ariel's back. Guards rush in behind the kissing couple, and converge on Ursula with swords drawn. Ariel, still wrapped in Eric's arms, grins at Ursula over the prince's shoulder, triumphant.

Ursula's rage dizzies her. The little tramp was never supposed to succeed. She knew Ariel was resourceful, passionate, and determined — not to mention the face and body of men's (and some discerning women's) wettest dreams — but that should have meant _nothing_ compared to Ursula's decades of experience and cunning. And yet, and yet... Ursula grinds her teeth. She's lost her wager, and there will never be an opportunity this good again. At this rate she might as well send the sea king a fruit basket with a pretty card saying, "Congratulations, you've won."

Ariel separates herself from Eric's embrace to face Ursula.

"What on earth _is_ that thing?" Ursula hears Eric ask Grimsby.

"More importantly, your majesty, what is the Lady Ariel doing?"

What Ariel is doing is pushing her way through Ursula's captors. The men part before her like a school of fish around a shark. As well they should. She underestimated this girl badly. Finally, Ariel is standing before her. Ariel raises the sword over her, and brings it down.

Instead of slashing her throat, the sword slices through the cord on her shell necklace. Ariel leans down to pluck it off her. She turns the shell over and over in her hand, examining it. She holds it up to her ear, then shakes it, as if expecting her voice to fall out. Ursula would have laughed, if not for the half dozen sharp metal sticks pointed at her.

When shaking the shell proves unsuccessful, Ariel drops it to the floor. Then, very deliberately, she crushes it under her delicately shod heel.

Ursula watches the mermaid's voice escape and wend its way back to its original owner. Ariel, she assumes, wants to taunt her before killing her. This should be good.

Ariel leans in close and whispers, "Human form!"

It's so far from anything she's expecting that she stares dumbly up at the girl, uncomprehending.

"I can save you if you change into a human form _now_."

Ursula has never been a fan of death (well, not her own), so she whispers the words to pull her tentacles back into a pair of legs. She tucks them discreetly under her skirt.

Ariel lunges forward. Ursula is squeezed on all sides by the girl's enthusiastic hug.

"My poor cousin!" Ariel is exclaiming. "I'm so glad our curses have been broken! It was so frustrating being unable to speak, and what the curse did to your legs...!"

Ariel drops her voice into a tiny whisper. "Trust me, I lie my way out of trouble all the time."

With a strait-laced, party-pooper father like Triton, it's not surprising she'd have to. That doesn't explain what's gotten into the girl's head. Why is she helping Ursula?

The stuffy steward is wondering the same thing.

"Lady Ariel, it's not safe!" He pulls Ariel off her. The circle of pointy sticks remains. "She could turn back into a sea monster at any moment!"

"That's silly," says Ariel firmly, breaking free of his grip. "If I can speak again, then the curse is over." She turns wide, pleading eyes on her prince. "Eric, you have to let her go. My cousin has been through so much!"

Eric stares at Ursula, who is trying her best to look innocent.

"Are you sure, Ariel?"

"Well..." Uh oh. There's an all-too-conniving note in the girl's voice. "Maybe you're right, Grimsby. Let's keep her chained in the dungeon overnight, just to make sure the curse is really gone."


	3. Chapter 3

Ariel spends the rest of the day dodging Eric, who wants to talk about their kiss, and Grimsby, who wants to talk about where she and Vanessa came from. Ariel needs time to come up with answers for Grimsby, and she doesn't want to talk about the kiss at all. What she does want to do is see Ursula, alone. Right now Ursula is surrounded by guards, ones that are a lot harder to distract than her father's ever were. Frustrated by her failure, Ariel slips away from the palace to go for a walk.

She skirts the edge of the water, instinctively clinging to the familiar sound of the waves crashing and the gulls hollering rude remarks at each other through the air. Ariel loves the land, but in the sea, she knew how everything went, knew the currents, knew the people, knew the fish. On land, she isn't even sure she knows herself. She'd thought she was in love with Eric. She'd thought Ursula was on her side. She wants to go to Ursula and beg her to explain that this was a misunderstanding, that Vanessa got engaged to Eric to help Ariel, not to sabotage her.

She's been such a naive guppy.

The sun is sinking toward the horizon by the time Ariel doubles back toward the palace. She reaches the end of the pier as the last gleam of the sun dips below the waves, and sits down on the edge, readying herself to follow the sun in if her legs transform back into a tail. Seconds tick by with no change. Then minutes. Then the dusk begins to thicken into night and Ariel breathes — breathes! — a sigh of happy relief. The kiss was enough. She's fulfilled the deal with Ursula. She can remain human forever.

Except that wasn't the whole deal. Ursula said she could be even more than human, if she could impress her. She isn't sure if that's still an option. If Ursula tried to sabotage her, does that mean Ursula doesn't want her as an apprentice after all? She decides it's time to face the witch and see where they stand.

"There you are, milady! Prince Eric has been looking for you everywhere," Carlotta scolds as Ariel enters the palace. "Where have you been?!" 

Ariel smiles and shrugs, a move that has gotten her far with Carlotta in the past.

"Oh, it doesn't matter now, I suppose. Now run along and get changed for supper."

Ariel climbs the stairs, but the moment she hears Carlotta leave the lower hall, she turns around and creeps back down toward the passage to the dungeon.

There is only one man on duty when she enters the dungeon, looking bored. He stiffens at her approach and salutes her. "My lady."

"I'm here to see my cousin," she tells him, as regally as she can, which is pretty darn regally. She's been practicing her whole life, after all.

"Of course, milady." He unlocks the cell door for her.

"In private," she adds when he tries to follow her in. He frowns.

"I'm not sure that's wise, milady. The prisoner has been quiet since we brought her here, but..."

"She's had an awful shock today. Seeing more guards would just upset her. I'll shout if she tries anything, alright?"

He hesitates, then nods. The cell door closes behind her with a thud. She hears the key turn in the lock. He must still be afraid of Vanessa. _She_ isn't afraid of Vanessa. She thinks.

"Well, if it isn't the little mermaid," says a voice from behind her.

She squares her shoulders and turns to face the prisoner. Ursula has been chained to the wall, arms and legs held in tight-looking bands of metal. She looks disheveled and out of sorts. Good.

"My name is Ariel. Use it."

"I suppose this is your idea of hospitality, _Ariel_ , now that you're pretending to be human."

"I'm not pretending to be human; I _am_ human. The sun set an hour ago, and look!" She bends down and lifts the bottom edge of her skirt to show Ursula two perfect human legs.

Ursula's gaze crawls up her legs, and the scowl dissolves into her old crafty smile, looking twice as wicked when paired with Vanessa's delicate features. "Not bad. But is the rest of you still human?"

Ariel nearly panics. Only the eagerness on Ursula's face stops her from ripping off all of her clothing then and there to check. She stops with her hands on the top fastening of her bodice. This is a trick.

She plants her hands on her hips. "Yep, I'm human all over. I'm overjoyed. How about you? You're looking pretty human yourself."

Ursula's smile fades into a grimace.

"What happened to all your beautiful tentacles?" Ariel teases.

"Don't worry about me. Old Ursula can change back into herself any time she chooses." Watching Ursula try to loom menacingly when she's Ariel's height and chained to a wall is funny. Ariel steps closer to look Ursula directly in the eye.

She reaches her hand out to trace the edge of the metal band on her prisoner's left wrist with her finger.

"If you tried, I think these would pinch something awful." Her thumb and middle finger meet around the narrowest part of Ursula's wrist. "Wow. I never thought I'd see _you_ look so small and helpless."

"What is it you want, you little brat?"

"'Little'? I'm at least as big as you. And I'm not chained to anything." She gives Ursula a stern look. "I want an apology and an explanation."

"And why should I apologize?"

"You betrayed me!"

"Betray you?" Ursula actually laughs. "Your first mistake was assuming anyone was ever on your side, my poisonous little lionfish. Everyone is always on her own side. The trick is to find someone who wants to give you what you want."

She'd thought she had, in Ursula. "You never really wanted my voice." She lays her hand on Ursula's throat for emphasis. She thinks she feels Ursula shiver under her.

"As dulcet a bauble as it is, no. I'm much more interested in _you_."

"But you didn't want me as an apprentice." It shouldn't hurt as much as it does. Her father would flip if he found out she'd been eager to learn to become a sea witch. Then again, she's never wanted the things she's supposed to want.

"On the contrary, I do." Ariel's heart leaps. "Only suckers make deals that can turn out badly for them. I always get paid one way or another."

"What was the other way? Why did you try to steal Eric?"

"Maybe I fell in love. You know how love is, pesky and unpredictable and all that."

"You didn't fall in love."

"How can you be so sure?"

She just is. "You're no more in love with Eric than I am."

Ursula raises her thinly plucked eyebrows. "Now there's a plot twist! 'Mermaid trades everything away for a man she doesn't even love.'"

Ariel looks away. "It was never about him. Not really. I thought it was, but I was wrong." She swallows and meets Ursula's eyes again. "Why did you try to sabotage me? This wasn't about Eric. This wasn't about my voice. I might be gullible, but I'm not that gullible."

"I was trying to right a wrong done to me long ago. For that, I needed you."

Ariel has been so focused on success, she'd almost forgotten that clause of the agreement. "What were you planning to do with me once I was yours?"

Ursula grins toothily. "Oh, there are _many_ things I could do with a girl of your charm and spunk."

"Which one of those things was worth destroying my dreams for?" Ariel asks quietly. Ursula looks taken aback.

"It wouldn't have turned out badly for _you._ That miserable daddy of yours would have traded himself for you in a heartbeat, and then you would be free and I would be queen of all Atlantica."

It's Ariel's turn to be taken aback. "You really think my father would do that?"

Ursula huffs and rolls her eyes. "I've known that wet blanket of a merman long enough to know that stifling people is his way of showing he _cares_." Her voice drips with derision on the last word.

Ariel's finger dig into Ursula's wrist. "What makes you any better than him?"

"I beg your pardon?!"

"You didn't think twice about taking away the only thing I've ever wanted."

"That isn't the only thing you've ever wanted."

"What do you mean?"

"Let me free and I'll show you." Ursula licks her lips.

Oh. _Oh._

"I'll let you free," she promises. "But first, we're going to make a deal..."

**Author's Note:**

> The porn was going swimmingly until I remembered that Ariel barely knew the word "feet"...
> 
> I researched fish, octopus, and squid reproduction for this fic, but they do not appear to have any sexual practices deserving of the name. Octopus parenting, however, [is pretty neat.](http://www.npr.org/sections/krulwich/2011/06/02/136860918/the-hardest-working-mom-on-the-planet)


End file.
